🧾 What This Document Is

This is a voting reminder from Eldorado Gold (EGO) to its shareholders, filed as a 6-K. It’s not a financial report, but a formal notice about an upcoming shareholder vote on a major corporate action: a merger with Foran Mining. Think of it as a "final call" before the big vote.

👉 Why it matters: The document signals that a transformative deal is nearing completion, pending shareholder approval. Your vote directly decides if this merger happens.

🤝 The Deal: Eldorado + Foran Mining

This is a plan of arrangement—a legal term for a court-approved merger. If approved:

• Eldorado will issue new shares to buy Foran Mining.
• Foran will become a wholly-owned subsidiary of Eldorado.
• The Deal Terms: Foran shareholders will receive 0.1128 Eldorado shares + C$0.01 in cash for each Foran share they own.

👉 Why it matters: This isn't a friendly partnership; it's an acquisition. Eldorado is using its stock as currency to buy Foran's assets, making existing Foran owners partial owners of the bigger, combined company.

📅 Key Dates & Votes

The clock is ticking on critical deadlines:

• Voting Deadline: Proxies must be submitted by 10:00 a.m. (Vancouver time) on Thursday, April 2, 2026.
• Shareholder Meetings: Both companies hold their special votes on April 7, 2026.
  • Eldorado's meeting is at 10:00 a.m. (Vancouver time).
  • Foran's meeting is at 1:00 p.m. (Toronto time).

👉 Why it matters: This is the final opportunity for shareholders to have a say. If you own shares and don't vote, you're letting others decide the future of your investment.

🚀 Strategic Rationale: Why Combine?

Both company boards unanimously recommend voting FOR the merger. Their reasons paint a picture of the future:

• Growth Engine: Creates a "peer-leading" growth profile, fueled by Foran's McIlvenna Bay (starting mid-2026) and Eldorado's Skouries project (starting Q3 2026).
• Cash Flow Powerhouse: The combined company projects massive financials for 2027: ~$2.1 billion in EBITDA and ~$1.5 billion in free cash flow.
• Diversified Portfolio: Blends Eldorado's gold operations (in Canada, Greece, Turkey) with Foran's copper-focused projects in Canada. The result is a company where revenue is roughly 77% gold, 15% copper, with some silver and other metals.
• Exploration Upside: Unlocks potential to explore new zones, like Foran's high-grade Tesla Zone.

👉 Why it matters: This isn't about cutting costs. It's a growth and diversification play, aiming to build a larger, more robust mining company with stronger cash generation.

💰 Financial Projections & "The Re-Rate"

A key selling point is the promise of a valuation re-rate. The argument is that by becoming larger, more liquid, with proven growth and more exposure to Canada, the market will assign a higher value (stock price) to the combined entity than to the two separate companies.

👉 Why it matters: This is the core investment thesis for voting "yes." The boards are betting that the whole will be worth more than the sum of its parts in the stock market.

⚖️ Big Picture: Strengths & Risks

👍 Strengths:

• Unanimous Board Support: Both leadership teams are fully aligned.
• Compelling Financials: The $2.1B EBITDA projection for 2027 is a powerful headline.
• Diversification: Reduces risk by spreading operations across commodities (gold/copper) and geographies (Canada/Greece/Turkey).

⚠️ Risks:

• Execution Risk: The projected cash flow depends on two major development projects (Skouries and McIlvenna Bay) starting production smoothly in 2026. Any delays could impact the financial story.
• Market Acceptance: The promised "re-rate" is not guaranteed; the market may not reward the merger as expected.
• Shareholder Approval: The deal fails if either company's shareholders vote it down.

🧠 The Analogy

This merger is like a successful, established restaurant chain (Eldorado) buying a popular, innovative new kitchen (Foran) that's developing a hot new recipe (copper). The plan is to combine the chain's operational strength and capital with the new kitchen's exciting product, expecting the merged business to attract more customers and be worth much more than the two separate spots.

📇 Key Contacts & People

Eldorado Gold Contacts:

• Lynette Gould, VP, Investor Relations, Communications & External Affairs
  • Phone: 647 271 2827 or 1 888 353 8166
  • Email: [email protected]
• Chad Pederson, Director, Communications and Public Affairs
  • Phone: 236 885 6251 or 1 888 353 8166
  • Email: [email protected]

Foran Mining Contact:

• Jonathan French, Vice President, Capital Markets & External Affairs
  • Phone: 306-808-4051
  • Email: [email protected]

Voting Assistance:

• Laurel Hill Advisory Group
  • North American Toll-Free: 1-877-452-7184
  • Outside North America (Collect): 1-416-304-0211
  • Email: [email protected]
  • You can also text INFO to either phone number for help.

🧩 Final Takeaway

Eldorado Gold is urging shareholders to vote YES to acquire Foran Mining, a deal framed as a transformative growth opportunity that will create a cash-generating gold and copper giant. The vote is a simple choice: believe in the projected $2.1B EBITDA future and a higher stock valuation, or remain cautious about the execution risks of merging two companies and integrating major new mines.